Disregard Of Corporate Personality Study Proceedings

Independent legal personality and limited liability of shareholders is the company's system to build two of the cornerstones of buildings. With the promulgation of the 1993 Companies Act, limited liability companies have extensive investment system, which has been vigorous development. However, in the pursuit of capital, maximizing the interests of shareholders in the process of the independent corporate personality and limited liability of shareholders appear alienation, that is, there all kinds of abuse of corporate personality and endanger the interests of creditors of the company and social public interests. Thus, October 27,2005 adopted a new "Company Law", at the legislative level, provides for the principle of disregard of corporate personality. Company Law stipulates that only means to deny legal personality to rise to the substantive law from a theoretical level, it is only legal principles, the substantive law must depend on the proceedings in order to be realized. Only in the proceedings to make detailed, reasonable arrangement, the principle of piercing the corporate veil of fairness, justice, nature can be realized.This paper is trying to stand in the judicial point of view, of disregard of corporate personality of proceedings of the relevant attributes and institutional arrangements on how to implement the judicial practice, specifically the principle of disregard of corporate personality, study what conditions and procedures applicable to a particular legal relationship of the company's independent personality and limited liability of shareholders to be denied, hoping to develop the relevant judicial interpretations of the judiciary, and judges to hear related cases at this stage provide a reference. This article pointed out that the disregard of corporate personality system itself is in a specific legal relationship to the company's independent personality of the specific denial, under normal circumstances can not be sued alone, or else become a permanent denial of the disregard of corporate personality, rather than a temporary denial. This paper analyzes the disregard of corporate personality rights and obligations of the proceedings point to that the disregard of corporate personality of v to the right of legal personality, based on a tort. It not only violated the property rights of creditors of the company, but also a violation of the company itself and the company's legitimate rights and interests of other shareholders, indirectly infringe the social public interests. The main elements of its infringement, the subjective element, behavioral element, the result element of causation, the elements would have to comply with the requirements of tort litigation. However, as a new form of litigation, in the case range, the subject of proceedings, cause of action, litigation jurisdiction, the burden of proof, as well as civil commitment and the allocation of such areas as litigation disregard of corporate personality has its own peculiarities. In addition, the introduction of civil execution system for piercing the corporate veil is also indeed a need and possibilities.